Exhibit 10.24     **Global            eXchange Services**  Where            Technology Meets Experience  **Harvey F. Seegers** President & Chief Executive          Officer 100 Edison Park Dr., Gaithersburg,          MD 20878 PH 301.340.5900 FX 301.340.5902          • www.gxs.com Harvey.Seegers@gxs.com
November 4, 2003
Robert B. Patrick614 S. Fairfax StreetAlexandria, VA 22314
Dear Bobby:
On behalf of the Board of Directors, I am pleased to extend you an offer ofemployment with Global eXchange Services (GXS) as a key member of theleadership team. The employment terms in this letter supersede any otheragreements or promises made to you by anyone, whether verbally or written.  
**Position**You would be joining us as Senior Vice President and Chief Marketing Officerreporting to me.  
**Cash Compensation**Your starting salary will be $225,000 per year with a target annual bonus of$150,000 with a minimum guaranteed bonus of $75,000. Additionally, you will beguaranteed a $25,000 bonus for the remainder of 2003. This would be paid to youno later than the end of March 2004. Please note that the quotation of a rateof pay is merely for convenience and does not imply that your employment is fora year or any fixed period.  
**Stock-Based Compensation**Ownership is a cornerstone principle of GXS’ reward strategy. The Board hasapproved for you to receive 568,882 options with an exercise price of $0.50 pershare. Please understand that the actual value that you realize from youroptions may vary greatly, based on the performance of GXS. We have designed theprogram with the intent to provide significant upside potential if GXS issuccessful. All terms contain herein are subject to the provisions of the stockincentive plan document which is enclosed.  
**Benefits**In additional to your compensation package you will be eligible for employeebenefits (including vacation, medical, dental, vision, accident and disabilityinsurance, 401(k) plans) in accordance with GXS’s benefit plans.  
**Termination**Depending upon the reason for your employment with GXS ending, you will becovered by ONE of the following:(1) Cause or Voluntarily Quit
If your employment terminates because you voluntarily quit or because theCompany terminates you for “cause”, you will not be entitled to any additionalcompensation. “Cause” shall include, but not be limited to: willful orunreasonable neglect of your job duties, committing fraud, misappropriation orembezzlement; dishonesty; insubordination; being convicted of a felony;disclosure of confidential information in violation of the company’s writtenpolicies; and willfully or unreasonably engaging in conduct materiallyinjurious to the Company.
 

 

(2) Termination Without Cause
If you are terminated without “cause” you would receive, as severance,continuation of your then current salary and medical benefits for twelvemonths and a pro rated portion of your most recent Annual Bonus payment. Thispayment would be subject to your signing the Company’s standard terminationagreement, which includes a release for the benefit of GXS and non-competitionand non-solicitation commitments by you for a period of twelve months.
**Confidentiality/Integrity**This offer is made in the strictest confidence. You are required tomaintain the confidentiality of the information contained in this offerand any proprietary information you received from GXS in consideration ofthis offer. Failure to comply will result in the offer being summarilywithdrawn.
GXS’ most valuable assets are its worldwide reputation of integrity and highstandards of business conduct. Therefore, among the Company Policies that youmust sign as a condition of employment, are those described in the enclosedcompliance guide. Furthermore, in making this offer of employment, we have nointention of interfering with any continuing obligation regarding trade secretsand confidential information that you may have with any prior employer. In thisconnection, you will also be required to sign the enclosed “ProprietaryInformation and Invention Agreement” as a condition of employment with GXS.     **Other** This offer is contingent          on the following: • Receipt of necessary internal and external approvals, including a background        check• Proof of identification and U.S. work authorization, in accordance with        the Immigration Reform and Control Act of 1986• Drug Screen and Medical Exam
GXS reserves the right to modify any of these terms at any time if it deemsnecessary. Further, the benefits and programs offered may be modified, and yourparticipation in those benefits will be subject to the terms of those plans andprograms. Your employment and benefits will also be subject to GXS’ policies aspromulgated from time-to-time.
Please sign below your acceptance of this offer under the terms described aboveand return a copy to Mike Humenik, Senior Vice President, Global HumanResources.
We look forward to having you as a member of the Senior Executiveleadership team and believe this position will provide you with the kindof challenge and career growth you are seeking.
Regards,
/s/ Harvey S. Seegers
I accept this offer of employment with Global eXchange Services   /s/ ROBERT            B. PATRICK  11/6/03**Robert B.            Patrick** **Date**   Cc: M.            Humenik